CORPORATE & COMMERCIAL

Our commercial attorneys deliver top-tier corporate and commercial legal counsel to a broad array of public and private companies, private equity firms and financial institutions, government entities, and other institutions and individuals. The transactional experience of our commercial attorneys, the breadth of our practice and the geographical reach of our offices in Africa have allowed us to maintain a competitive leadership position, representing a broad array of public and private companies, private equity firms and financial institutions, governmental entities, and other institutions and individuals in almost every industry. Our Corporate and Commercial team boasts authoritative transactional and litigation experts, routinely working with the investors, partners and management teams of organisations in building, defending and advancing their interests.
We represent clients in areas such as corporate governance, business and contract law, company law, intellectual property commercialisation, public procurement, real estate, banking and finance, mergers & acquisitions, tax, exchange control, franchising, competition, labour and employment, among others. Through our unique Africa Network, our attorneys have facilitated international and local clients’ expansion into the rest of the African continent by assisting with the establishment of effective business structures within which to launch their trading on the continent. At Adams & Adams, we deliver results by focusing on the unique needs of each business client, bringing to bear our commercial litigation experience and our corporate planning expertise.

Adams & Adams Corporate & Commercial Services

Banking and finance is a crucial component of South Africa’s economy. The professionals at Adams & Adam keep themselves abreast of the latest developments in this area of the law, and provide a wide spectrum of legal services in this industry.

We advise clients on structuring of B-BBEE transactions to derive the maximum benefit therefrom. We also provide regulatory and compliance advice on issues such as the interaction between the B-BBEE Codes and various charters which govern enterprises in specific sectors, the interpretation of the B-BBEE Codes and scorecards and the structuring of an enterprise to improve its B-BBEE profile. We also provide compliance advice and assist with transactions and the drafting of agreements relating to B-BBEE.

Adams and Adams has a dedicated Companies Section that undertakes company secretarial and related work. The members of the Company Section are specialised and experienced in providing full spectrum company secretarial services.

A partner in our corporate and commercial department oversees the Companies Section. The Section is led by a manager, who is supported by a dedicated and specialised team.

In conducting business, enterprises have to navigate a complex network of legislation and regulation. Adams & Adams has put together a team of professionals from various disciplines in order to assist clients with their compliance needs. Our services including compliance audits and training as well as the drafting and reviewing of all relevant documentation, policies and agreements.

In recent months, nearly every aspect of society has been affected by the COVID-19 pandemic. The construction industry has not been spared. Globally, businesses and economies have been brought to their knees and, in an ultra-globalized world, a tangled web of risks and challenges for employers, contractors and other stakeholders in the construction industry have emerged.

  • Consumer protection

Adams & Adams has a team of professionals with substantial knowledge and experience to assist clients in all corporate matters. Our services include:

  • Advising on all aspects relating to corporate legislation
  • Structuring of BEE transactions, charters and codes of good practice
  • Advising on, and implementing, corporate transactions such as the issue or transfer of shares, rights issues, share buybacks and similar transactions
  • All other contractual arrangements relating to incorporated entities and its members
  • Regulatory filings with the Registrar of Companies to amend corporate details of all incorporated entities and to amend and update CIPC records, as well as deregistrations
  • Re-registration of deregistered entities
  • Assisting offshore companies in establishing a business presence in South Africa, including advice on the appropriate business structure, and the legal, tax and exchange control consequences thereof
  • Corporate restructuring
  • Drafting and reviewing of shareholders’ agreements and assisting in the negotiation thereof
  • The duties and responsibilities of directors and company officers
  • The selection of the most appropriate entity for a specific business

Data protection and privacy law is a rapidly evolving area of law. Adams & Adams has extensive experience in the field of data protection and privacy and has a team dedicated to keeping abreast with the latest developments in the law.

Adams & Adams’ services in respect of data protection and privacy include:

  • Advising on the law relating to privacy
  • Advising on the effects of the Protection of Personal Information Act (POPI)
  • Compliance training in respect of POPI
  • Conducting of privacy impact assessments
  • Reviewing and updating contracts, policies and other documents in relation to data protection and privacy.

E-commerce is one of the fastest growing areas in the retail sector and provides unprecedented opportunities for established businesses and start-up businesses. As the market rapidly grows and morphs, so do the legal ramifications and Adams & Adams’ e-commerce team is well placed to provide clients with a range of specialised services, including:

  • Advising on all aspects of e-commerce including the legal consequences of electronic business transactions;
  • Reviewing or drafting terms and conditions for online business.

 

Although IP assets have certain special qualities, being intangible and invisible, their value, like other property, is financially quantifiable; they can be traded and commercialised; and they can play a dominant role in establishing and enhancing shareholder value. In fact, the value of a company’s IP rights can exceed the value of its physical assets.

The purpose of valuation is to determine a fair value for the IP. The value is not necessarily equivalent to the price or cost of acquiring or creating the IP rights; it is generally accepted that a more realistic quantification is to equate the value to the sum total of all future benefits to be derived from the IP, valued at current rates and compressed into a single payment.

Our franchise lawyers are able to assist with all legal aspects related to franchising agreements and ​commercial litigation ​pertaining to franchising​.

In recent years, franchising (a very specialised and unique form of licensing) has become an increasingly popular way of doing business. One of the explanations for doing this is that franchising combines the strength of their corporations with those of small businesses. It is a relatively low-risk way for people to get into business themselves and offer people the freedom to earn, manage and to direct their own business, while having the support of an established business.

    • Advising on all aspects of establishing a business presence in South Africa, including advice on establishing a business entity, structuring the business for exchange control and tax purposes, acquiring real estate, settling employee agreements, and all related matters.

When conducting business, an entity can establish amongst other things, an agency, licensing or distribution relationship with another party, depending on the parties’ specific requirements. An agency relationship is an arrangement where the agent carries out certain obligations on behalf of the principal. In terms of an agency agreement, the principal will be bound by the actions of the agent, as if such acts were those of the principal personally.

Adams & Adams has a team of professionals with substantial knowledge and experience to assist clients in all aspects of mergers and acquisitions. Our services include:

  • Advising on all types of reorganisations, share transfers, business or asset transfers, both locally or cross-border
  • Drafting, reviewing and implementing all agreements in respect of mergers, acquisitions and restructurings
  • Due diligence investigations and reports
  • Listings/secondary listings
  • Management buy-outs
  • Privatisations
  • Purchases and Sales of Businesses
  • Schemes of arrangement
  • Take-overs
  • The statutory and regulatory environment affecting listed public and other companies

How can we help you?

We have offices in Pretoria, Johannesburg, Cape Town, and Durban, please contact your nearest office for any legal enquiry or assistance.

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